How This Led To That
by Born-Of-Elven-Blood
Summary: We know how it started, and we now how it ended. We know that Lily was there for Remus, and that Sirius remembered her eyes. We know that Lily and James went from being enemies to lovers. And we know that Peter betrayed them all. But how did it all come about? We don't know for sure. But maybe it went something like this... [Lily/James, Lily/Marauders]
1. Five Gazes

**Disclaimer**: Harry Potter plot and characters belong to JK Rowling; any original characters or plot points are mine. Not intended for sale or profit; please do not re-post without permission.

**Note**: Sigh... I swore to myself that I would never ship Jily. But apparently my muse had other ideas, because this bit of headcanon got lodged in my skull, and before I knew what was happening, half the story was written. Muses are such bullies! However, good news for Jily shippers, because _viola_! The whole story is written, the rest of it just needs editing. That's where you come in – reviews make me work faster! So if you like it, please let me know!

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**Chapter 1: Five Gazes  
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_One fine day in 1976…_

The early September breeze skating inland off the Black Lake to dance with her auburn hair was threaded with wisps of cold, but the memory of warm summer days still hanging in the air made it refreshing rather than frigid. The sun was shining and the sky was deep clear blue. Lily Evans sighed contentedly as she strolled towards the greenhouses.

"What's got your head in the clouds?" her friend Mary Macdonald asked as she caught up with Lily. They both had Herbology next period. Lily fell into step beside her.

"Nothing in particular," Lily replied, tilting her head back to smile up at the sky through the thinning leaves of the trees that lined the path. "I've got a good feeling about this year. Besides, is a beautiful day. What's not to be happy about?" Impulsively, Lily skipped forward, stretched her arms out to her sides and twirled in a circle.

Mary burst into giggles at her antics, but they were brought up short as they rounded the bend.

"Oops, you spoke to soon. Looks like there's a storm brewing."

Lily followed Mary's finger as the girl pointed ahead of them to where the path they were on intersected another. She cringed inwardly, her high spirits drooping.

Potter and Black were standing on one side of the path, wearing identical sneers of disgust and fairly bristling with hostility. Lily fought off a sigh of frustration at the ugly look on Potter's handsome face. How could someone who looked so good act like such an infant? Lupin and Pettigrew were with them, of course, but hanging back. Lupin had drawn away into the shade of a tree and was watching with a quiet, unreadable expression. Pettigrew was watching too, but he was leaning forward slightly, eager for a show. Avery and Mulciber slouched dismissively opposite them, but with cruel derisive smirks on their faces that said they were doing something antagonistic, even though it looked like they weren't. Lily felt vaguely queasy to see that Sev was with them. The summer holiday had been… weird without him. Lonely even. She was convinced it was the right decision to cut ties with him, but that didn't make it easy. The dark boy stood slightly back, head tilted down so that he was glaring at the Gryffindors from under his brow, fingers fidgeting in the sleeves of his robes as though itching to reach for his wand.

Sixth year and they were already at it. What was it about boys and fighting? Lily pursed her lips and straightened her back. She refused to let any of them ruin her day.

"Come on, Mary," she urged her friend, who was hanging back and glancing around as though looking for an alternate route, though she knew perfectly well this was the only path to the greenhouses. "Don't pay those idiots _any_ mind."

She flounced forward, chin tilted so high that it almost strained her neck, trailing the reluctant Mary behind her. Without a single word, nor so much as a flick of the eyes to her left or right, she barged right in between the warring factions as though they weren't there. She took only a minute amount of satisfaction as the males all jumped backwards slightly, startled at her appearance in the midst of their impending scuffle, but she was too intent on paying them no attention to be truly amused by it.

"Hey, Evans!" Black spluttered, irritated, but with a shade of irreverent laughter coloring his voice. "Way to kill the mood!"

Lily deigned to turn her head and sniff primly in his general direction over her shoulder, but stubbornly refused to respond.

"C'mon," she heard Sev mutter to his fellow Slytherins; Lily could practically feel his eyes burning into her back. "McGonagall 'll skin us if we're late for class again."

There was a pause, during which Lily congratulated herself for defusing the situation without really getting involved. Then…

"Where do you think you're going, Snivellus?" Potter drawled. There was a tingling whoosh as a spell was fired off, several shouts, and then all wands were drawn and all bets were off.

Lily felt her teeth grind in irritation as her feet stopped in their tracks without her permission, the urge to interfere almost unmanageable. Mary glanced at her, the rolled her eyes, shook her head.

"We're going to be _late_," she said pointedly, then took off down the path without looking back. Lily couldn't fault her for her impatience, or her exasperation. What had interfering gotten her, except headaches and heartaches, and being called a Mudblood and losing a friend for good?

Gripping the strap of her shoulder bag to reaffirm her resolve, kept her back to the brawling boys and strode determinedly after Mary without a backwards glance.

* * *

Later that evening, Sirius studied James' profile as they scrubbed the Entrance Hall with their toothbrushes. The extra nose Avery had given him had finally fallen off, and the boils had gone down, but they'd left bluish spots all over his face that wouldn't fade for several more hours. While that was obviously hilarious, Sirius was more preoccupied with the question he'd been itching to ask for hours, ever since James had hexed Snivellus in the back with his eyes glued on Evans. But Filch was overseeing their detention, and there could be no conversation under his hawkish scrutiny.

Finally the crusty old squib slunk off to the kitchens for a bite, leaving them with an ominous warning to keep scrubbing and the red eyes of Mrs. Norris pinning them unblinkingly in place.

Sirius elbowed his friend in the shoulder.

"Ouch!" James groused sullenly. "What?"

"Listen, mate," Sirius replied quietly, glancing over at Mrs. Norris before leaning a little closer so he could speak without being overheard. "Anytime you feel like putting Snivellus in his place, you know I'm all for it. But I thought you were done trying to impress Evans by stripping old Snivelly? She already told him to bugger off, remember?"

James sighed and Sirius fought not to smirk as his friend blushed predictably at the mention of Evans' name. Plus it turned the spots on his cheeks purple.

"I don't bloody know," James muttered, hunching his shoulders and redoubling his scrubbing until Sirius began to worry he'd snap the toothbrush. "Snivellus just irritates me."

"That makes two of us," Sirius agreed heartily. "That beak in the middle of his face is enough reason to hex him all on its own if you ask me."

James said nothing for a minute, so that the only noise was the echoing hiss of fraying bristles over the flagstone.

"It was just…" James pursed his lips and shrugged as best he could while on his hands and knees. "She was just suddenly there, and then the next minute, Snivellus was the one looking all cool and in control, walking away like he was better than us..."

"There is no possible way anyone could confuse Snape for 'cool'," Sirius assured him, choking back a laugh as he glanced over at the cat, who had bunched its muscles up, ready to pounce if she detected that they were not suffering enough. "Not even soft-hearted Evans could make that mistake."

"I know, I know," James replied, embarrassed. "But… well, I just couldn't help it. I never can when she's around, you know? I want her to look at me, and then before I know it, she's ignoring me harder than ever and I'm scrubbing the floor with Filch's boot up my arse."

Sirius snorted at that mental image. They continued scrubbing away, working their way towards the far side of the hall.

"Hey, what's so great about Lily Evans, anyway?" Sirius wondered aloud. James glanced at him and frowned, and he hastily added, "Not that she's not great. Sweet girl. Great body." James elbowed him in the ribs, hard. Sirius wheezed a laugh and recovered quickly as he heard Mrs. Norris growl ominously. "But she won't give you the time of day mate, and you've been trying for years. There are hundreds of pretty girls swarming all of this school that would jump at the chance to date the Gryffindor Seeker."

"You would know, you've already collected most of them," James retorted, waggling his eyebrows at him. "Like Slughorn collects honor students."

"Yeah, well, why don't I lend you one?" Sirius smirked. James choked back a laugh of his own.

"Nah. See, that's the difference between you and me," James replied loftily, tossing off his trademark arrogant smirk that had melted the hearts and panties of so many girls, completely in vain, "I go for quality over quantity." Then his expression fell, and became introspective, and Sirius was amused to watch the spots turn purple again. "And Lily Evans is quality."

"Your loss, mate," Sirius retorted roundly, rolling his eyes.

Then there was no more time for discussion as Filch shuffled back in, casting a jaundiced eye over their progress before settling back into his chair in one corner with the Evening Prophet.

What was so great about Lily Evans, Sirius continued to wonder? Sirius could see her merits with his own two eyes, but the girl's legs were lock tighter than his parents' vault at Gringotts. What good was pretty, sweet, smart and kind if you couldn't get your hands on it, and parts beyond? Sirius shook his head and internally congratulated himself for being smart enough to take the path of least resistance – that road was lined with pretty girls who were perfectly willing to play, even if they weren't top of the class or had questionable personalities.

But glancing at his silent friend and his still-purple spots, he couldn't get it out of his head. What was so great about Lily Evans?

* * *

Lily glanced up from her textbook at a strange noise cutting through the hum of conversation in the Gryffindor common room. She glanced over from where she sat with her knees tucked up in her favorite armchair to see Peter Pettigrew hunched over his Arithmancy homework, chewing mercilessly at the end of his quill and making low grunting growling sounds as he scratched out his answer and began working the problem again. Lily shook her head. Pettigrew wasn't brilliant, but he had a decent head for theory. It was the practical application that seemed to tie him in knots. Lupin usually helped him with his homework. Lily glanced around, but the pale, bookish boy was nowhere to be seen. Chewing on her lower lip, she glanced out the darkened window to check the phase of the moon.

Lily was not supposed to know that Remus Lupin was a werewolf. She had learned that fact from Lupin's own lips one clear spring day beside the lake last term. She had come upon him down by the Black Lake, huddled in the hollow of a tree with a book. But the book had been discarded to one side, his forehead propped on the heel of one hand, a lost, tortured look on his face. He looked so miserable that she just couldn't leave him alone...

"_Are you alright?" she asked quietly, resting one hand against the tree trunk as she stepped up on a protruding root to get a closer look at him._

_Lupin startled with a gasp, then breathed out at the sight of her._

"_It's only you," he sighed, unaccountably relieved, turning his head away with a shake of his head. "I'm fine. Just tired."_

_He clearly wasn't fine, though he did look tired. It had been a full moon the night before. She knew his problem wasn't public knowledge. It had to be hard for him to be so alone, even though she suspected that his three friends were in on the secret. Yet Potter and Black had been called to the Headmaster's office early that morning and had yet to return. She couldn't just leave him here, looking like he was ready to cry. Besides, it felt irresponsible to go on knowing without saying anything, like running away from trouble when she might be able to help. Lily decided it was time to gather up her courage and extend an olive branch._

"_Last night was the full moon," she said meaningfully, watching his whole body stiffen out of the corner of her eye. If it had been anyone else that bristled like that, it might of worried her, but Lupin was probably the gentlest person in her acquaintance. It was a sad irony that he was the one who had a monster inside him. "Are you sure you're doing fine?"_

"_What's that supposed to mean?" he demanded quietly, a ripple hostility running under his calm exterior, and under that, a tremor of fear._

_Lily sighed and stepped down between the exposed roots of the tree, then sat on one so that she was level with his stony expression._

"_All the signs are there, Lupin. I've known for a while," she confided, leaning close and lowering her voice. "You know, that you're… a werewolf."_

_The effect of her words was instantaneous as he leapt to his feet to stare down at her with wide, frightened eyes, before he stalked several steps away towards the water and fisted his hands in his hair. _

"_No one was supposed to know!" he nearly cried, though his voice remained low. "What am I going to do…"_

"_No one does," Lily assured him, equally quiet, even though there was no one there to hear. "I figured it out ages ago, but I seriously doubt anyone else has." He didn't move or speak. "It's alright, Remus. I won't tell anyone."_

_He whirled around and paced back towards her, his eyes nearly wild, but with pain, not anger. It was the same raggedly sorrowful expression he'd been wearing when she approached. _

"_It's NOT alright," he retorted vehemently. "I'm… I'm an animal! A dangerous monster! Even my best friends think of me that way! Just an animal to be used or put on display! Last night they… Sirius told… if James hadn't stopped…" He pressed his lips together, and refused to go on. There were tears swimming in his eyes as he looked away._

_Lily's heart ached to see her classmate in such distress. She unconsciously reached out and laid a tender hand on his cheek, earning her a look of wary surprise, but accomplishing her goal of getting him to look at her._

"_Listen here, Remus Lupin," she said sternly, locking her eyes with his. "You are most certainly not an animal. You are a smart, kind and courageous human being who happens to have an unfortunate condition. And even though James Potter and Sirius Black are a pair of first-rate prats, and Peter Pettigrew is a bit… odd, they ARE your friends. I don't know what they've done this time, but anyone can see they value and respect you." Dropping her hand back down to her lap, she smiled confidently at him. "Don't sell yourself short, Lupin. You may grow fur once a month, but you are much more than just some animal."_

_Lupin had stared at her in awe for almost a full minute, an embarrassed blush creeping up his cheeks before he blinked and looked away._

"_Er… Thanks, Evans," he muttered, snatching up his book to flip aimlessly through the pages. Lily bit her lip to keep from giggling when she noticed that it was upside down._

"_You can call me Lily," she replied, endeared by his embarrassed fidgeting. "And your secret's safe with me. If you ever need to talk about anything that, you know, you can't talk about to anyone else, you just come find me, alright? I'll listen." Waiting until he nodded his understanding, she climbed to her feet and brushed off the back of her skirt. "And Lupin," she added, glancing over her shoulder as she turned to go. He was still watching her with a soft, unreadable expression. She grinned at him. "Whatever happened last night, today's a new day. And it's a beautiful one. So smile!"_

...She'd left him there by the lake. Not long after that they'd sat their OWLs, and then she and Sev had fallen out, and summer had come. So much had happened that she hadn't spoken to him again since. But now and then she caught him watching her in the corridors and smiled to let him know she was still there for him if he needed to talk, in spite of the questionable company he kept.

Tonight was the first full moon of the new school year. She wondered where Lupin was, and if he was alright. She pursed her lips as she remembered that his two idiot friend had gotten themselves detention for starting a pointless fight, when they should have had their minds on their friend and his troubles. It was enough to make her unconsciously crumple several pages of the book she was holding between clenching fingers. Such behavior from Sirius Black came as no surprise; he couldn't take anything seriously to save his own life. But for some reason it made her exponentially angrier that James Potter couldn't seem to bring himself to think before he acted.

Why she should expect any better of him was a mystery to her. He'd never been anything but a bully and a braggart. But there was something in his eyes when he spoke to her, a thread of sincerity every time he off-handedly demanded that she date him, which told her he was capable of being so much more than he appeared to be. When he smiled, not that idiotic smirk that all her female classmates swooned over, but desperately rare, almost shy little smile he wore every now and then when he was sure no one could see him…

Lily sighed and shook her head. He didn't even really like her, she knew; asking her out over and over again had simply become a running joke. But if he'd just show a little decency, stop picking fights and treating people he didn't have a use for like they were dirt stuck to his shoes, then (she was annoyed with herself to have to admit) she might be tempted. Especially when he smiled his real smile.

Lily cleared her throat and smoothed down the abused pages of her book. Lucky thing it was just a joke.

Another miserable whine from Pettigrew broke into her thoughts, and she glanced up to see him scratching big blotchy lines through his work and trembling so hard with frustration that it made his pudgy cheeks shake. How long had he been at that problem set? Lily allowed herself a small smile at how hard he was working. Pettigrew made her nervous in a way she couldn't define; he was… twitchy, and it made her tense. But she knew she shouldn't treat him any differently than her other classmates just because he was a little strange. And she could admire the determination he was showing as he struggled through the problems that were obviously enormously difficult for him. Taking pity on him, she uncurled from her chair and set her book on it as she rose and went over to him.

"Having trouble?" she inquired.

He scowled suspiciously at her as she settled into the chair next to his at the table, his eyes raking over her in a way that would have made her skin crawl if she had allowed herself to be cowed by it. Instead, she cocked her head and stubbornly maintained a look of polite interest. After a moment, he sighed and turned back to his parchment.

"I just can't get these figures to add up," he grumbled, jabbing the feather end of his quill at the sticky patches of ink. "Remus usually helps me but he's…erm…" Pettigrew chewed the inside of his lip to stop himself short of speaking on the forbidden subject. "…not here."

Lily couldn't help breaking into a wide knowing smile, but she didn't comment. Instead she pulled the parchment away from his fidgeting fingers.

"Let me take a look," she offered. She could at least do this to help Lupin out, if he wouldn't depend on her in any other way.

It took the better part of an hour, but by the time the clock struck eight, she had Pettigrew solving the problems on his own, most of them correctly. He really did have potential. It seemed to get lost somewhere on the way from his brain out into the rest of the world sometimes, but there was no question that he was intelligent.

As she finished checking the latest problem, she looked up and smiled with sincere pleasure. She liked it when she could be of help to someone, and especially when her efforts paid off as they had clearly done in this case.

"Well done, Pettigrew!" she beamed at him. "I knew you could do. You really are a pretty smart guy, huh?"

Pettigrew went strangely still for someone who was constantly twitching. He blinked owlishly at her for a long moment, and then his quill snapped between his fingers clenched fingers. It seemed to startle him back into motion, and his cheeks colored at his own clumsiness.

"Oh, oops!" Lily commented, amused in spite of herself. Maybe he wasn't quite so creepy as she'd first thought. She hopped up and went to fish a quill out of her school bag next to her chair. On her way back she noticed Mary coming through the portrait hole with Penny Aston. "Here, borrow one of mine. You shouldn't have any trouble with those last few problems now that you've got the hang of it." She gave him a last smile for encouragement, then waved and walked away to join Mary and Penny by the fire.

She didn't notice Pettigrew watching her, slightly slack-jawed as his fidgety fingers stroked over the soft filaments of the quill, a stain of pink on his fleshy cheeks and a light of avarice flickering to life in his dark beady eyes.

* * *

Saturday morning dawned, fair but with a chill on the wind, on the first Hogsmeade weekend of the term. Lily took the opportunity to wear the new bell bottoms her mother had allowed her to buy over the summer, and the tee-shirt with the smiley face that she'd bought without asking permission. She dug through her school bag, but she couldn't find her hair clip or her favorite ribbon, so she just left her hair down to frame her face, threw on a light corduroy jacket and made her way down to the Great Hall to join Mary and Henrietta Collins for breakfast.

She was just tucking in when there was a tap on her shoulder, and she turned on the bench to find Sirius Black leaning rakishly against the table beside her.

"Morning, Evans," he greeted her brightly.

"Black," she replied coolly, refusing to forgive him so quickly for his antics the day before.

"Why the long face? Bad day already?"

"Not until a moment ago," she quipped, rolling her eyes. Mary stifled a laugh behind her hand and glanced incredulously at Lily. Most of the girls did when she brushed Sirius and James aside – not one of them would have dared pass up the opportunity. Sometimes Lily despaired that she was the only girl in the whole school who had her head on straight. "I was having a perfectly good day until you showed up."

"You wound me, Evans," Black lamented, pressing one hand to his chest and bending over to thrust his face teasingly in hers.

She rolled her eyes again and swatted at him with her free hand. He dodged and laughed at her, before catching her hand mid swat. Lily turned to snap something rude at him, but stopped short when she met his eyes. He was wearing his usual sarcastic smirk, but there was a softening around his eyes as he looked down at her that surprised her into silence. After a moment, he shook his head.

"What _does _he see in you?" he murmured cryptically, but he was looking at her intently, and for some reason, even though it was phrased as an insult, his words made heat creep up her cheeks. Behind her back, Mary and Henrietta shared a knowing look and stuffed toast and eggs into their mouths to keep from giggling.

Lily she narrowed her eyes, jerked her hand out of his grasp and cleared her throat.

"What do you want, Black?" she demanded with a grudging little smile, shaking her head at the running joke of James Potter's supposed infatuation with her.

"Just a teeny tiny favor," he replied, settling himself backwards on the bench next to her. "I was hoping that you and your friends might accompany me and my friends down to Hogsmeade this fine morning."

Lily cocked an eyebrow at him, then pursed her lips in defeat as Mary and Henrietta stifled excited gasps behind her and Mary latched onto the back of her shirt and gave it an insistent tug that said she would do unspeakable things to Lily if she ruined this for her. She sighed in resignation. At least she could see how Lupin was after last night's full moon. She could even check to see if Pettigrew had made it through those last few problems.

"I don't see why not," she replied grudgingly, eliciting little squeaks of excitement from the females behind her. She leveled a hard look at Black, and then leveled her index finger at his nose. "But only if you promise not to make any trouble. No hexing, cursing _or _jinxing!"

"_Moi?_" he asked innocently, before dissolving into another of those strange smirks cut with sincerity. He eyed her for a moment. "You're too straightforward, Evans. Be careful, or I just might start to understand what he sees in you." Before she could respond, he jumped up and then bowed with a flourish, eliciting more giggles from behind her. "Very well, my lady, you have my word that we shall behave as perfect gentlemen while escorting you."

Lily snorted in spite of herself, and found a thread of sympathy for the rest of the girls in the school. It really was hard to stay angry with him when he turned on the charm. Nevertheless, she only gave him an arch look and turned back to her breakfast.

"We'll meet you out front at nine," she replied with a prim sniff, then bit into her toast as he laughed with genuine delight at her snobbish behavior and walked off towards the rest of his friends, who had just entered through the great double doors.

Lily watched out of the corner of her eye as Black said something behind his hand to Potter. Potter's mouth dropped open, and then he punched Black in the shoulder as his eyes searched the crowd and settled squarely on her. Lupin's face turned her way as he skirted his scuffling friends to settle at the end of the Gryffindor table, his soft, unreadable eyes scanning over her for a moment before he turned towards the food in front of him. Pettigrew was watching her as well, and she fought off the urge to shiver. She really needed to work on that reaction, it was terribly unkind. They were all just gawking at her because she'd finally agreed to hang around Potter for more than five minutes. Let them have their laugh. But she couldn't help but notice that Potter wasn't exactly laughing. There was a goofy sort of grin on his face as Black grabbed him by the shoulder of one sleeve and tugged him away towards the end of the breakfast table.

Boys. They were a great mystery. Lily shook her head and grinned to herself as she turned back to her friends, who were chattering excitedly a mile a minute at the prospect of walking next to Black and Potter for a few hours while they strutted around and acted self-important. Perhaps girls were an even greater mystery she mused as she nibbled on a slice of melon.

Across the hall, a pair of dark, watchful eyes took in the entire exchange from a far different perspective. They narrowed pensively for a moment, insight warring with indecision for a long moment. Then they slowly slid away.

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**TBC**

**Note**: Wonder what will happen next? Review to find out faster! =D


	2. Four Friends at Odds

**Disclaimer**: Harry Potter plot and characters belong to JK Rowling; any original characters or plot points are mine. Not intended for sale or profit; please do not re-post without permission.

**Note**: Second chapter! Thanks so much to those who have left reviews, feedback means so much to an author! My muse is hungry though, so don't hesitate to keep sending reviews! Now, on with the show!

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**Chapter 2: Four Friends at Odds**

"Custard!"

"Ear wax!"

"Butter!"

" Umm… Dandelion!"

Potter turned towards her and grinned expectantly.

"Evans?"

His smile was infectious and she couldn't help the slow smile that spread over her own face in return.

"Banana," she guessed.

In response, James popped the bright yellow Bertie Bott's Bean into his mouth. He cocked his head to one side, chewing with a quizzical expression that sent snickers through the whole group.

"Corn," he pronounced ruefully, and was rewarded with a chorus of laughter all around.

It was a losing game, but Lily was quickly discovering what fun it could be. She was also discovering, to her untold amazement, what fun Potter, Black, Lupin and Pettigrew could be.

True to Black's word, the four of them had acted like civilized individuals ever since they'd met up outside the school. Now, sitting outside Honeyduke's with Mary, Penny and Henrietta and the boys, she was beginning to understand the charm everyone else seemed to see in these guys.

It turned out that James Potter had it in him to act like a gentleman after all. He was funny and intelligent, and could be witty and engaging. On top of that, he was attentive and entertaining. Wonders never ceased. Why couldn't he be like this all the time, she had to wonder wistfully.

The rest were equally winning. Sirius Black seemed willing to do anything to make the people around him laugh, and he was exceptionally good at it. Lily's face hurt from giggling at his impressions of the professors and his flirtatious teasing amongst her friends that drove the girls to squeals of delight on several occasions.

Remus Lupin looked pale this morning after the night's full moon, but after assuring her in response to her quiet inquiry that he was just fine, he went on to demonstrate that on top of being smart, he was extremely well read, and could converse on just about any subject, from Quidditch to Transfiguration to muggle music and television – he had seemed to take particular delight in trading quotes with her from old reruns of Doctor Who, and laughing at the others as they stared at the pair of them as though they'd grown horns. It was hard not to be impressed.

Even strange, twitchy Peter was an interesting companion in his own way, offering shy but sincere sounding compliments now and then, holding doors or pulling out chairs whenever he could. Lily felt sorry that she had ever though badly of him. He seemed like he just wanted to find acceptance. She was glad he had three such good friends.

As the laughter of the corn flavored bean died away, she turned and caught Potter's eyes on her. They sparkled at her through the dark lines of his glasses as he watched her with a look of fascination on his handsome face. Unexpectedly, her chest warmed and an unaccountable blush flooded her cheeks. Her breath was knocked out of her a moment later when her blush brought an answering blush to his cheeks, and that rare, shy smile of his flashed over his face, not hidden this time, but directed squarely at her. She blinked, and opened her mouth to say something, though she wasn't sure quite what…

"Evans!" called an achingly familiar voice from behind her. "Catch!"

Potter's eyes whipped past her, washing a cold feeling through her as they hardened with some dark emotion. The rest of the crowd fell silent as Lily turned just in time to see Sev, alone for once, stepping out of the doorway of Honeydukes. He tossed something in her direction, and she instinctively reached up and caught it – _just like old times._

A pang of homesickness tugged through her chest. She looked down to find a packet of Sugar Bees in her hand.

"Your favorite," Sev commented with a nod at the candies.

He was right, of course, they were. She had complained at length two summers ago how the thing she missed most about the wizarding world when they went home for the holiday was Sugar Bees. Lily suddenly had to blink back tears. That was just like Sev, always remembering those little off-handed comments she made or bits of nonsense she would ramble on about and forget the next day.

He looked her in the eye for a long moment, and Lily had to bite her lip because she didn't know what to make of it all, what to do. How could the angry, sneering boy who had called her that vile name only a few months ago be this same person who bought her Sugar Bees just because she'd mentioned how much she liked them once two years ago? How could this person, who meddled with dark magic and Death Eater wannabes, be the same person with whom she'd whiled away all those lazy summer days of her childhood, so easy and carefree? If only he would drop those awful friends of his...

Sev's eyes flicked up over her shoulder, to where Potter stood glaring at him, the back to hers, still unreadable, and she felt a stab of irrational guilt. Then he turned without another word and began walking away.

The whole thing had a strange weight to it that something so innocuous shouldn't have. But just like that it was over, and in spite of it all, the day would still go on as it had been. Or it should have.

But just as Sev was nearing the end of the next building, Potter, face screwed up like he had something foul in his mouth, gave a discreet flick of his wand. It wasn't discreet enough to escape Lily's notice, however and she cringed as Sev tripped over thin air and pitched headfirst into a pile of leaves. The group behind her burst into laughter as Sev scrambled to his feet, rubbing his shoulder and wincing. He threw a dirty look over his shoulder at them – at her – and slouched away down the alley between the buildings.

"What did you do that for?" Lily nearly growled, turning on the still laughing James Potter. His face fell instantly at the look in her eye.

"Now don't go getting your knickers in a twist, Evans," Black interjected, still chuckling. "That squicky little slimeball is just fine, there's no harm done, so let's just…"

"He… he was bothering you," Potter interrupted, his face scrunching up with a myriad of emotions – frustration, indignation, longing, possessiveness, regret.

"Oh yes, he was positively assaulting me," she bit out sarcastically. "You know, even if I did take exception to getting a bag of my favorite candies, that's no excuse for you to toss him in a pile of leaves!"

"Why are you defending him?" Potter demanded heatedly, and she knew he was referring Sev calling her a mudblood.

"Why are you attacking him?" she shot right back, her head spinning with her own collection of heated emotions.

Why _was _she defending him? Wasn't she the one who had ended their friendship? Yes, she had, but the trouble was that that didn't mean she stopped caring about what happened to him. She wasn't about to forgive him - well, she might consider it if he stopped experimenting with the dark arts - but she didn't want to see him hurt either.

"I was just… just… oh, he ruins everything!" Potter spat, kicking at a nearby stone across the street in aggravation.

"No, _you_ did." She aimed a scathing look at Black, who held his hands up defensively. "You gave your word that everyone would act civilized. _That _was _not _what I call civilized."

"Don't look at me, love," Black said, waving both hands in front of him to ward off her wrath and glancing sympathetically at Potter. "I had no part in that."

Lily threw a acidic glance at the other two boys for good measure. Lupin raised his eyebrows and held up a hand in denial of any wrong doing. Peter just shook his head vehemently and hunched his shoulders, trying to look as small and innocuous as such a husky boy was able.

Potter opened and closed his mouth several times, fishlike, at his friends' abandonment, before a look of supreme frustration twisted his features.

"This is ridiculous. How blind can you be, Evans?" he retorted angrily. "That damn Snivellus did this on purpose! Can't you see he did it to provoke me? He was trying to make you mad at me!"

Lily almost laughed. That did sound like something Severus might do. She wrapped her fingers tightly around the packet of Sugar Bees, refusing to dwell on the idea that Sev may have used his memory her just to hurt James Potter. What burned her even more was what an arrogant toe-rag Potter was being.

"His name is _Severus_," Lily snapped, "and the only person who did anything wrong today was _you_. If all it takes to make you violent is a pack of Sugar Bees, then whatever Sev did, _you _still have a _serious_ problem." She turned to her girlfriends. "I'm going to head back. You guys have a good time."

"B-but we were just going to go have lunch at the Three Broomsticks," Mary stammered, glancing at the boys, and back at her pleadingly. Lily shook her head.

"Sorry, Mary," she replied, and shot a venomous look in Potter's direction. "I've lost my appetite."

She turned on her heel and swept away down the lane towards the school.

* * *

Sirius watched the redhead sashay off in a powerful snit then turned to his friend with his best scolding stare. It wasn't much, since he was more accustomed to getting a scolding than giving one, but after that massive cock up, James deserved the best one he could muster.

"Oh, well done, you absolute berk," Sirius snorted, shaking his head. "And after all the trouble I went to getting her to come. Bloody hell, I even promised to be good. Do you have any idea how many opportunities to I missed today by 'being good'? It's positively criminal!"

James raked his fingers through his hair.

"I know, I'm sorry, I just…" He shook his head. "I just can't think straight when I'm around her. She mixes me all up inside."

Aston giggled at that, drawing the boys' attention. She and the rest of the remaining girls shared one of those mysterious looks that girls do so well.

"Boys," she said philosophically, her tone condescending, "Why do they all think girls are impressed by that caveman act?"

"It's sweet that you like her so much, James," Collins agreed, crossing her arms and offering him a pitying glance, "But anyone who knows the first thing about Lily knows she doesn't go for bullies."

Macdonald cast a longing glance around the circle, and then sighed dejectedly. "Come on ladies, let's go have lunch. You boys try to stay out of trouble," she admonished, and then the three of them turn away with half-hearted waves and skeptical glances and disappeared into the Three Broomsticks.

And just like that the four boys were left standing alone in the lane.

_Well, so much for that plan_, Sirius groused inwardly. It wasn't so much that he minded James sticking his foot in it – that was entertaining enough in its own way – but the trouble was…

He thought back to that morning, how he'd started out trying to do his friend a good turn. Then he relived the moment when he'd caught her hand and he'd seen the fire snapping in those amazing green eyes.

The trouble was… _I'm starting to see what he sees in her._

Sirius clenched his fingers together in an effort to siphon off a measure of his irritation. James was his best mate. He always had his back, was always good for a laugh, even let him stay at his place over the summer when he couldn't stomach his own family anymore. There was no way he could steal James' girl out from under him.

_But hell if he's not pushing her out onto the market all on his own._

"Well that was a wash," Remus sighed, glancing at James and shrugging.

"Sorry," James repeated, shoving his hands in his pockets and toeing at the ground.

"Don't sweat it, mate," Sirius replied with a cheerfulness he didn't really feel. "It's not like Snivellus doesn't _always _have it coming."

Remus frowned. "You guys could let up on him a bit, you know. He's hardly ever around anymore now that Lily isn't speaking to him. Isn't it about time to let bygones be bygones and act or ages?"

Sirius and James exchanged a glance.

"Never!" they crowed in unison, and Peter joined them in a hearty laugh that went a long way to bolstering all their spirits.

"Besides, he started it," James added with an air of offended dignity. "So he can't complain if _we_ finish it."

Thinking back, Sirius wasn't sure that was strictly true, but he wasn't about to correct him. Instead, he clapped his hands together.

"Since we're done here, I'm going to head back and find my pillow," he announced, with a wink and a conspiratorial grin in Lupin's direction. "Wild night, Moony! Lets do it again real soon."

Then he took off towards the school without a backward glance, at what he hoped was a leisurely pace. He wouldn't mind finding his bed. But first he wanted to find Evans.

Regulus had once told Sirius that the reason he went through women so fast was because he only wanted what he couldn't have. He hated it when his brother turned out to be right. Because there was no way he could have both Lily Evans' attentions and James Potter's friendship, and hell if he knew right then which he wanted more.

* * *

Lily stomped up the path in a fine and growing rage. What had she been thinking, agreeing to go anywhere with James Potter and Sirius Black? She couldn't believe she'd given in, let them charm her and take her for such a fool!

She was surprised how much it hurt when she remembered Potter's shy smile. Was he really just playing with her? She didn't think her judgment was _that _poor. But how could someone be so enticing one moment, and such a giant jerk the next?

Sighing dejectedly, she stretched out her arms at her sides and arched her neck to stare up into the sky as she made her way up the path towards the gate. She would never understand what was going on inside boys' brains, she was certain of it.

"Evans!"

Startled, Lily turned to see Black trotting up the path behind her. She pursed her lips in irritation, then turned her back and kept walking.

"Not interested in anything you have to say, Black. Last time I listened to you, I ended up wasting my Saturday."

"Oh, come one! It wasn't a total waste, was it? Didn't we have fun for a while?"

Lily shrugged noncommittally and kept walking.

"Listen, Evans, I'm sorry about all that back there," he said as he caught up to her. "James can be a bit of a neanderthal." He fell into step beside her. "And I can see now that you are a lady. You deserve to be treated like one."

Alarm bells started jangling in her head, but she didn't know what they were trying to warn her about. She eyed him suspiciously.

"Just what is it you want, Black?" she wondered.

"Only to treat you right," he replied meaningfully.

Then he grabbed her by the shoulder, spun her towards him and kissed her.

Lily spent about ten seconds in abject shock as his lips brushed an unfamiliar friction against hers. Then she slapped him.

"Ouch!" Black recoiled and stumbled backwards, clutching his stinging cheek. "What did you do that for?"

Then he wisely closed his mouth as Lily leveled ten inches of willow at him, right between the eyes.

"Is that how you 'treat a lady'?!" she squeaked, red-faced and outraged.

"All the time!" Sirius cried, seeming genuinely perplexed, even hurt by her actions.

"Well not this one!" she barked, making sure to back a few feet away before she lowered her wand.

"No one else ever complained," he grumbled as she spun away and resumed stomping towards the castle, her earlier anger given new dimensions. Sirius trailed her warily.

"What's your game anyway, Black?" she demanded as they reached the gate, "I thought Potter was the one that's supposed to like me."

"Yeah, well, maybe I like you too," he replied, a shade of his usual easy charm creeping back into his voice. "And call me Sirius. Black is my jackass father."

"Fine, 'Sirius'. Keep your hands – and your lips – to yourself."

Sirius darted around in front of her, eyes dancing with a mischievous light. Impulsively, he plucked a broad leaf from an overhanging branch, rolled it loosely and, brandishing his wand, transfigured it. In its place, a full, fragrant red rose filled his hand. Lily watched as he kissed the delicate petals, then held it out to her. Nonplussed and overwhelmed, she took it. He grinned dangerously at her.

"Have it your way… for now…" he warned her, sweeping a jester's bow to her and looking up at her through his dark lashes. "Until next we meet, _my lady._ Think about it." Then, with a roguish laugh, he turned and set off towards the castle.

Lily stood there on the path, starring after him for a number of long minutes after he was gone. Where had all that suddenly come from? Distractedly sniffing the sweet scent of the rose as she wandered in the general direction of the school, she was more certain than ever that she would never understand boys.

Unbeknownst to either Lily or Sirius, watchful eyes peered from the underbrush beside the spot they had just occupied, drinking in the scene and calculating their next move.

* * *

Lily hid in her dormitory all of Sunday, subsisting on candies and biscuits she'd been saving in her trunk and dodging the questions and comments of her roommates. She couldn't bring herself to get rid of the transfigured rose. And she couldn't bring herself to eat the Sugar Bees either.

What did it all mean? No matter how she looked at it, Lily could find no method to their madness, and was forced to conclude that boys – or at least this collection of boys – were certifiably bonkers.

When Monday came at last, and Lily was forced out of hiding and into class, her instinct to avoid the male population proved to have been well-founded. It seemed everywhere she went, James Potter dogged her steps, begging to have a word with her in private, and then embarrassing her by trying to force her to accept his half-hearted apologies, all of which were designed to let her know that he didn't really believe he'd done anything wrong, that she was being unreasonable, and that he deserved to be rewarded for putting up with her. …_arrogant toe-rag._

And of course, wherever Potter showed up, Sirius Black was hot on his heels, and the moment James turned his back, his friend was shooting her winks and blowing her kisses with an irreverent grin. Lily could not tell if he was being serious or having a laugh at her expense to save her life.

On top of that, she kept losing things out of her bag. By midmorning, her pocket mirror was missing. At lunch, she noticed that her lip balm was gone. During Charms she was distraught to find that even the charm bracelet her mother had given her last year, which she'd taken off during Potions, had disappeared. She checked the bag for holes again and again, but couldn't find one. She wondered briefly if someone might have stolen them, but it had happened over the course of the day, and not even the charm bracelet was valuable enough that people would go to the trouble of taking it. It was just more bad luck.

By the time class let out for the day, Lily was exhausted. Feeling unequal to facing the Great Hall for dinner, she snagged an apple from the kitchens and made her way down to the lake in search of some peace.

That dream was short lived.

As she rounded a particularly large tree, she nearly tripped over Remus Lupin reclining against the trunk. In the back of her mind, Lily noted it was the same tree under which they had first spoken, but she was roundly distracted by the fact that she was teetering precariously over the lapping edge of the lake.

"Lily!" he exclaimed as she pinwheeled her arms to keep from pitching into the water.

He grabbed the edge of her flailing sleeve and tugged her back inland. Unfortunately, he either underestimated his own strength or over estimated her powers of balance, because the force of his pull brought her tumbling down on top of him. When she gathered her bearings once more, she found herself sprawled on top of him, pressing him into the lumpy rocks and roots that littered the ground. She groaned in embarrassment as she struggled onto her hands and knees, freeing him to follow her up into a sitting position as she leaned back on her heels.

"Ugh, I'm really sorry," she told him, anxiously running her hands over his chest and arms in search of any damage. "Are you alright? I didn't hurt you did I?"

Lupin didn't answer. His face was awfully red and he was watching her with a strange look on his face…

Then he leaned forward, reaching up with one hand to cup the base of her head as he raised his face and captured her lips. Lily stiffened with the shock of her second kiss in three days. Lupin pulled away instantly, scrambling backwards. His eyes were wide and shocked, as though he couldn't believe what he'd just done any more than she could.

"I'm sorry!" he blurted. He touched his fingertips to his lips, then looked up at her, cheeks pink, and met her eyes intently. "I'm really sorry," he repeated in a calmer, though still slightly breathless tone. "I didn't mean to."

Lily gaped at him. Didn't mean to? How did one kiss a person by accident? Boys! They were all a bloody conundrum!

"L-Lupin… I'm flattered… it's just…"

"I know," he said quietly, looking away. "I'm a werewolf, so…"

"No!" Lily exclaimed, appalled. "I wouldn't disregard your feelings just because of something like that!"

He looked up at her again, stunned, his brow furrowing as though trying to work through some tricky puzzle.

"Then… I suppose James…"

Lily's face darkened. "James Potter is a complete arse!" she proclaimed with feeling.

Lupin blinked at her, seemingly at a loss.

"Then, it's just something about me that's not…"

"That's not true! Lupin… Remus… you're a wonderful guy. Have some confidence in yourself, will you? Any girl would be lucky!"

She bit her lip in the next moment, stifling a moan of frustration at the trouble her big mouth was making for her as the pink in his cheeks deepened and the uncertainty in his eyes firmed up into a shaky sort of resolve.

"Th-then… then would you consider it?" he asked, his eyes too-serious in his pale face. Lily chewed on her lip, at a loss in light of his earnest sincerity. She didn't know what to do!

"Remus… I… um…"

"Don't answer yet," he interrupted, holding up a demonstrative hand. "Just think about it for a while." He looked at her for a long, lingering moment, then climbed to his feet. "I've been wanting to ask you since last spring. A few more days won't make much difference. Just… promise me you'll think about it?"

She had never even considered Remus in that light, but he looked so hopeful that she couldn't bring herself to say it. What could she do? She nodded, still gnawing nervously on her lip. It wasn't a lie, since she doubted she'd be able to concentrate on anything other than the multitude of boys that seemed to be circling her like well-meaning sharks.

Remus smiled, and it was the most hopeful, carefree expression Lily had ever seen him wear. She fought the urge to wince.

"Well then," he cleared his throat and ducked his head shyly as he backed slowly away. "I'm just going to head back in. See you in the common room…" He glanced up at her once more, then away again, as though he couldn't bring himself to meet her eyes for more than a second. His normally pale face was so red that he looked like it had been baking in the sun. Finally he clenched his jaw, looked up and stalwartly met her eyes. It was so intense that Lily felt her own face heat up in response. "Bye, Lily."

He turned and fairly sprinted back towards the castle, an uncharacteristic bounce in his step, leaving Lily to flop down on her back in the grass under the tree. She stared up at the sky through the crisscross of the branches, her head spinning, and wondered what she was going to do.

* * *

Peter Pettigrew was not popular with girls. That was the understatement of the century. He was dull on various levels, nervous, weak and awkward. Girls avoided him, laughed at him, occasionally shouted at him.

But it was the most Peter was able to admit to himself - he was simply not too popular with the ladies.

Yet Lily Evans had smiled at him. She had approached him, sat with him, taught him, and called him smart. She was pretty and sweet, and she had smiled at him. So for the first time, Peter had allowed himself to fantasize about having a girl of his own; a pretty girl with red hair and green eyes, so colorful and bright that she could shine for the both of them.

The trouble was that James wanted the same girl.

James was strong, smart, brave and popular. He always got what he wanted, and Peter always had to make do with the leftovers. And that had always been fine before. But now Peter wanted something that would be just his, and he was determined that James would not have any of it.

Fortunately, unbeknownst to James, Sirius also wanted Lily. And while that would have been disastrous on its own – Sirius also tended to get exactly what he wanted – yet in this case, Peter knew just what to do. That was why he had worked up probably a whole year's worth of courage and snuck out of the dormitory alone at this late hour to visit the owlery.

Unfolding a square of parchment on the cleanest area one of the white and black stained stone writing stations, he reached reverently into his pocket and carefully extracted his favorite treasure: the quill Lily Evans had given him. With fingers shaking from nerves and excitement, he hastily scrawled out a short message. Folding it in half and sealing it with a quick sticking charm, he spelled out the name "James Potter" on the front with exceeding care and finality. Then he dropped it in the delivery box with the other outgoing letters to be delivered with the morning post.

* * *

TBC

**Note**: Uh oh! Lily is attracting a little too much attention! What's a girl to do? …Review and find out sooner!


	3. Three Unforgivable Sins

**Disclaimer**: Harry Potter plot and characters belong to JK Rowling; any original characters or plot points are mine. Not intended for sale or profit; please do not repost without permission.

**Note**: Thanks to my reviewers, I deeply appreciate both the encouragement and the critiques, and take all of it to heart! Please continue to enjoy the story – we're half way through!

* * *

**Chapter 3**

**Three Unforgivable Sins**

Remus fished his copy of the Daily Prophet out of the plate of eggs where the owl had dropped it and unfolded it, grateful to have something to occupy his mind – and his eyes, which kept straying down the table towards the vibrant red-head he had kissed last evening. Even now the mere thought made him hot enough that steam should be swirling out of his ears. He hastily untied the paper.

Hmmm… delegates from the Japanese Ministry were in London for talks on transcontinental floo neworking. Razorback rock hogs had been seen migrating through the woodlands surrounding Hogsmeade earlier than expected this year. The value of the galleon had fallen 2 points due to a cave-in in a goblin mine in southern Wales. A house wife in Dublin accidentally transfigured her muggle neighbor's dog into a barking pink flamingo lawn ornament.

Remus flipped through the pages, not really absorbing any of it. His thoughts were lost in a delicious haze hope and trepidation… and truthfully, guilt.

He was in love with the same girl as his best friend - one of his only friends. James had carried a flame for Lily since their first trip on the Hogwarts Express. The thought of being with Lily made his chest – and yes, other parts – go all hot and tingly. But it made something clench coldly in his gut to think of how it would hurt James. The mix of hope and shame was nearly nauseating.

Remus had loved Lily since last spring. He had never felt this way about anyone before, had never dared. What if he had a chance with her? Could he really live with the regret of never finding out? Besides, James could have just about any girl he wanted. Lily was the only girl at Hogwarts – or anywhere – that knew his secret, and by some miracle she was neither disgusted nor afraid. That kind of lightening wasn't likely to strike twice. Didn't Remus deserve this chance to find love? Could he really afford not to try? And it wasn't as though he were sabotaging James' chances with Lily, or doing anything underhanded. He was simply throwing his hat in the ring as a contender, fair and square, and now it was up to Lily to choose who she liked best.

Foggy, lupine memories of running wild through the moonlit trees beside a huge black dog and a majestic stag with a rat clinging to its antlers flashed through the front of his mind, along with another violent stab of guilt. Remus cringed, bit desperately into a sausage link and buried his head in the paper.

He smelled James approaching long before he heard or saw him, but he resisted the urge to look up, though not out of a guilty conscience - well, not entirely. People tended to forget that being a werewolf meant more than fur and fangs; his heightened sense of smell stayed with him all the time, and it really made people uncomfortable to know that he could smell them coming. He'd learned not to react to a person's approach until others acknowledged it. He hoped it made him seem… more human.

As such, it was a rare thing that an approaching person could surprise him. Yet James managed it today.

"You _kissed _Evans?!"

Remus jumped and dropped the paper, the color draining from his face. How had he found out?!

But James wasn't looking at him. He was glaring down at Sirius where he sat next to Remus, a scrap of paper clenched in his shaking fist. Peter sat across the table from them, eyes darting between their two friends almost frantically. Sirius had paused mid-chew, his face demonstrating his own surprise at the outburst, then flinched slightly as James actually threw the wadded parchment at him, not entirely unlike a petulant child. It bounced off of Sirius' head and landed in the same unfortunate plate of eggs.

The surprise on Sirius' face slowly morphed into something more complex and a bad feeling blossomed in the pit of Remus' stomach. Keeping his eyes on his friends, he fished the parchment from the food. Smoothing it out, Remus scanned it, brow drawing down with each passing word.

_I saw Sirius Black kissing Lily Evans.  
Some friend he is. You shouldn't let him get away with it._

Remus frowned. The writing looked vaguely familiar – surely this was one of the other boys playing a joke…

Slowly, Sirius finished chewing, swallowed, then pushed himself to his feet to face James. He looked James right in the eye and shrugged.

"What if I did?" he replied soberly, not even a trace of his usual mocking laughter in his voice.

Remus felt his jaw drop open. Sirius? Sirius had kissed Lily?

A knee-jerk surge of irrational jealousy assailed him, followed directly by a fresh surge of guilt that doused his system like a bucket of ice water. What right did he have to be jealous? Lily wasn't his to be possessive of. And hadn't he just done the exact same thing? He looked down at his breakfast, ashamed and still irrepressibly jealous in spite of himself, and discovered that he was no longer hungry.

Unfortunately for Sirius, James had no weight of counterbalance his jealous fury. So he reacted the way he usually did when confronted with volatile emotions he didn't know how to handle. He pulled his fist back and hit Sirius.

The punch connected solidly across Sirius's jaw, and then Sirius was on the ground, wiping blood from his lip and glaring up at James in astonished outrage. James stooped and grabbed him by the front of his robes, all but dragging him back to his feet.

"She's mine," James practically growled, hurt swirling with anger and amplifying it until he was red in the face with rage. "You know that!"

"I don't see your name written on her anywhere," Sirius sneered, knocking James' hand away from his clothes and stepping back.

The next instant, both boys had their wands in their hands. Remus went for his own, intending to stop them before things got really out of hand, but he needn't have bothered.

"Stop it! Both of you!"

A shimmering shield spell sprang up between them as Lily shoved her way through the gathering crowd. Remus felt his heart seize up when he saw there were tears on her face. He could tell the others had seen as well, because they dropped their wands to their sides instantly.

James's face lit up in the strangest way when he saw her, a weird, disgruntled mix of longing and confusion, while on the other hand, Sirius' face shut down almost completely, hiding away his thoughts behind an uncharacteristic mask of stone.

"E…Evans..." James took a step towards her.

"Don't you dare, James Potter!" she sniffed, taking a defensive step backward and wiping viciously at eyes narrowed in angry disappointment. "I don't belong to anybody but myself! Merlin's beard, James, don't you _ever_ get tired of solving your problems with your fists?"

Before anyone else could speak, she gave a watery hiccup and ran from the hall.

* * *

Severus watched the altercation between Potter and Black through the stringy fall of his hair from where he sat at the Slytherin table correcting one of the formulas in his Potions text book. Severus knew how to watch and listen, quietly and discreetly, so that no one noticed. He watched so much, and so well, that he knew things that others would rather he not know. And he was always watching Lily.

For instance, Severus knew why Lily kept misplacing her possessions. It was an easy thing to miss unless you were constantly watching.

And he'd known before anyone else that she'd received not one kiss, but two.

Jealousy, resentment and regret beaded together into a burning black lump in his chest, and it flared darkly at the thought of those animals touching her, sizzling in a barely banked flame of bitter rage. How could she? How could she associate with that slug-brained thug and his gang of knuckle-draggers? Even if she hated him now… how could she?

He'd given her the Sugar Bees to remind her: he'd known her first, and he knew her best, and she was just as guilty of fraternizing with the enemy as he had ever been. It was merely icing on the cake that Potter cut off his own nose because of it, and pure pleasure to watch the bonehead brigade begin falling like dominoes ever since, betraying and backstabbing each other, acting like a pack of grunting gorillas, beating their chests over who would get to drag the female off into the bushes. Both hilarious and vaguely sickening.

Best of all, while they were busy turning each other, they had no time to gang up on him. The moment Potter had decked Black may have been the high point of his school life. He could not have hoped for more if he'd planned it himself. And if he were half the Slytherin he hoped he was, he would sit back with a bowl of popcorn and watch gleefully as they self-destructed.

There was only one tiny flaw in what had the potential to be a perfect storm. And it damned the whole venture.

Lily was crying.

Of course, Severus knew what those tears meant – what they really meant. Because he was always watching her; he'd known her first, and he knew her best. The reality of her feelings, the reality that she herself didn't even understand yet, made that hideous black coal in his chest burn white hot, made him almost glad she was hurting, even as it crippled him with pain to see her suffer.

Severus tried to tell himself that she had brought it on herself; that she deserved it for choosing them over him. How could she? How could she!

_Two-faced mudblood bitch…_

Just thinking those words made something inside him constrict hard enough to drive a small groan of anguish through his clenched teeth.

He would never forgive those bastards, for taking her away, not as long as he lived.

He would never forgive himself, for directing that vile word at her and driving her out of reach forever.

And he'd never forgive her, for being happy without him. He squeezed his burning eyes shut against the prick of tears. _Never_.

But the only thing in the world that was worse than seeing Lily happy, was seeing Lily unhappy. He could live with seeing her happy, even if his world was lightless and cold without her. But it would kill him to stand by and watch her cry when there might be something he could do to stop it.

So when she pushed her way out of the Great Hall, he gave up the chance to watch Professor Sprout snag Potter and Black by their ears and drag them, struggling, off to the Headmaster's office. Instead, he stowed his book and quill and slipped unseen away from his laughing classmates.

* * *

Lily made it out the front entrance and as far as the lower courtyard before she finally broke down in tears. She climbed onto a small stone bench set back in a shallow alcove in the castle wall, tucked her knees up to her chest and let herself cry out her frustration.

After a few minutes, the tears abated and she leaned her head back against the stone to stare up at the sky. She didn't know why the sight of the sky calmed her so, but she loved to lose herself in it. It was like her head was too small for all her thoughts and they would get all jumbled together. Then she'd pour them out into the sky, where there was plenty of room for them to stretch and assemble, and when she came back down to Earth, it was usually with a better idea of what she was really thinking.

She had lain under the tree by the lake for hours yesterday and watched the sky cycle through all the colors of sunset, puzzling over what to do and say, and to whom, and most of all, what it was she wanted in all this. That last was the troublesome part, because she really didn't know anymore, and all the rest seemed to hinge on it.

Sirius Black said he liked her. He was good looking, fun, charming and funny. But he seemed apt to mask difficult feelings with a humor that often turned cruel or vicious. From watching him, she had no doubt he would make an excellent friend, but she didn't want to date someone who could be so dishonest with himself, and so rough with other peoples' emotions.

Remus Lupin was sweet, intelligent and thoughtful. And yes, he was a werewolf. She was sure that made him lonely, in spite of having three close friends and many friendly acquaintances, but she couldn't bring herself to be the one to fill that gap. He lacked confidence in himself, and there was a sort of neediness to him that made her nervous. She didn't fancy him, she felt sorry for him. He deserved so much better than that in a girlfriend.

Which left James Potter, whom she was just beginning to suspect might not actually be joking around when he asked her out over and over again.

Potter was like Sirius in that he was attractive, fun and charming; and he was like Remus in that he was intelligent and capable of being thoughtful. But he had rather too much confidence, and rather than sweeping his emotions under the rug, he seemed almost incapable of keeping them out of everyone's faces – often literally. That could be a wonderful thing when he was allowing his heart to lead him to stand up for his friends or do the right thing – but it seemed like it was equally likely at any given moment to have him attacking his classmates or talking down to people like they were beneath him.

The sky had gone red before she'd organized all this in her mind, and she still hadn't figured out what she was going to do. Morning had brought no further insight, and seeing Potter laying his fists on his friend only muddied the water further. No matter how hard she thought, she couldn't find a solution that would make all of them happy, and keep from hurting any of their feelings.

All her thoughts continued to circle back to James Potter. Every time the thought of him entered her mind, the overriding reaction was one of profound and irrational annoyance, frustration and disgust.

It was as she sat there on that stone bench, sorting her thoughts in the sky, that it occurred to her to ask herself _why _Potter made her so much angrier than anyone else… Something clicked in her head, and her red-rimmed eyes widened.

Could it be that she got angrier with Potter because she expected more from Potter? Maybe even _wanted_ more from Potter? Was that why the sight of him pummeling his own friend over her had filled her with such disappointment and tears? Sure he was attractive and popular, but he was also a bully. He'd tormented Sev for years… _and I need to stop factoring Sev into my decisions. He made his choices. I have to start making mine._

As though her thoughts had summoned him, a familiar shadow fell across her were she sat curled on the stone bench.

"Some free advice, Evans."

Lily didn't have to look up. She would know that voice anywhere.

"I have nothing to say to you right now, _Snape,_" she replied thickly, stuffy from crying. Sniffing her snot and tears away with as much dignity as she could muster, she shot to her feet and turned to go.

A black clad arm shot out to slam against the wall in front of her chest, blocking her path. She turned, shocked and met Sev's vaguely hostile glare. Had his eyes always been so cold? _No, they weren't like this last time we stood this close._ Last time, when she'd ended their friendship. Had… had she done this to him? Something broke inside of her.

"Sev…"

He closed his eyes at the endearment, and when they opened, they were softer - but that softness only served to expose a burning pain smoldering beyond the hardened barriers he kept between himself and the world, one that was slowly being converted into bitterness inside him.

"You're too nice, Lil," he told her, and she nearly broke down in tears again to hear him call her by her childhood nickname. But his words threw her for a loop.

"I don't understand what you mean," she whispered.

Sev snorted. "Of course you don't," he muttered bitterly, glancing away in pained irritation before pinning her with his intense black gaze once more. When he spoke there was a note of sincerity in his voice that caused her to have an astonishing epiphany.

"You're sweet and smart and kind and beautiful," he told her. "You're too nice. You make people hope too much. You make people love you, when there's no way you can love them back."

In that profound moment of paradigm shift, she realized he wasn't just talking about James Potter, Sirius Black, and Remus Lupin. He was talking about himself.

Her cheeks flamed. How had she missed it?

"S-Sev… I…"

Their eyes locked, and he seemed to search her soul. Whatever he saw there made a glacial chill invade his gaze once more. He leaned closer, so that they were almost literally nose to nose. She could feel his breath on her face and she cringed, afraid he'd try to kiss her. But he didn't come any closer. When his spoke, his tone was almost tender, but the words lanced through her heart like a javelin.

"You're too nice. And that makes you cruel."

In the next instant his oppressive dark presence was gone, and before she could breathe he was a meter away and gaining distance. Her bottom lip quivered as his words sank in and struck a deeply buried nerve that she'd never known was there. The hurt of it poured out in a torrent of anger.

"Oh, _I'm_ cruel? Is that so?" she called after him, her voice ragged and harsh with sarcasm. "Well _thank you_ so very much for that lovely bit of advice. Always there for me, aren't you, Sev?"

He paused, and turned his head so that she could just see the jagged line of his profile.

"I'll always be there for you, Lily Evans. Always."

Then he swept around the corner of the building and was gone.

* * *

It had worked! Perfectly! Ever since his sorting, Peter had wondered if he really belonged in Gryffindor, 'where dwell the brave at heart'. Well, it had taken six years to find out, but now he knew: when he gathered up his courage to act, he could make things happen the way he wanted them to! Things like making Lily Evans recoil from James; from James Potter, who _always_ got everything he wanted!

Peter was nearly giddy with his success as he scurried up towards his secret hideaway. Closing the door behind him, he lifted the lid on his treasure box and took stock of its contents: a blue hair ribbon, a pocket mirror, a stick of muggle lip balm, a charm bracelet and a quill. He caressed each item adoringly, before reaching into his pocket to fish out the newest addition.

It was a wizarding photograph of Lily with Mary Macdonald and Penny Aston, taken at the King's Cross Station. Lily smiled happily at him from the photograph. Peter smiled shyly back.

Then his brow furrowed sourly as Aston put her arm around Lily's shoulder. A surge of jealous anger gave an ugly tug inside his belly. Narrowing his eyes, he pulled out his wand and muttered a spell through the sneer that twisted his face. Macdonald and Aston opened their mouths in silent screams as the spell struck the photo. When the smoke cleared, all that was left of the two spare female images were dark splotches on the glossy page. Lily glanced to either side of her, swallowed with trepidation, then faced forward and resumed smiling. But her eyes shone with fear. Peter felt a thrill to see it. Fear was the next thing to respect. He liked it… really liked it.

Running a possessive finger over her lovely face, he blew her a kiss, then placed the photo gently in the box with the other pieces of Lily. He closed it tight and hurried back through the old forgotten door, already late for the start of first period.

* * *

The last class of the day could not end fast enough. The moment Professor Slughorn dismissed the class, Lily was out the door like a snitch in the wind. She had learned exactly nothing today, her head too full of boys, their kisses, their fists, and their cryptic words to even hear the lectures, much less absorb the lessons.

What the hell did Sev even mean by 'too nice'? How was it possible to be 'too nice'?

"What does he know about being nice anyway?" she snarled to herself as she shrank her school bag down to a miniature and stuffed it in her pocket. "He wouldn't know about 'nice' if it bit him in the arse!"

She veered away from the tower and ducked out of a side door, once more seeking refuge from her troubles under the sky. Fearing to approach the lake – and risk a third encounter with Remus – she headed off down the lawn, skirting the forest on her way towards the Quidditch pitch. She considered going to visit Hagrid, but she just didn't feel equal to socializing today. Hopefully someone would have left the Quidditch shed unwarded. She needed a broom ride in the worst way. She wasn't the strongest flyer, but if gazing at the sky helped organize her mind, then soaring through the sky emptied it. She was sick of thinking.

"Shite!"

"Oh man, Hooch is going to skin you alive!"

Lily was pulled back from her thoughts by the lamentations of two second year Ravenclaws standing on the lawn ahead of her. Adrian Jenks had a broom propped against his shoulder, while Stanley Ingram stood broomless beside him, staring wretchedly into the thicket that demarcated the border of the Forbidden Forest.

"What's the trouble," Lily called as she hurried to their side, worried at their distress.

"Madam Hooch let us borrow brooms to practice for the Quidditch try outs," Jenks explained, "Ingram slipped off his broom at a weird angle, and it went flying off into the trees."

"Should we go in after it?" Ingram wondered, clearly torn between facing the danger of the forest and facing the danger of Madam Hooch where her equipment was concerned. "They told us to stay out, but its daylight. It can't be that dangerous…"

"No, absolutely not!" Lily interrupted sternly, giving each boy a serious look. "Even in daylight, there are plenty of dangers…"

She trailed off and her lips pursed uncertainly as they looked up at her, wide-eyed and pitiful, and felt a twinge on her heartstrings. She drew in a deep breath and blew it out of her nose, and she narrowed her eyes at the tree line.

_You're too nice, Lil._

Too nice? There was no such thing.

"You guys stay here, I'll go get it."

"Alone?" Ingram squeaked, eyeing the forest like he was afraid it might bite him. "Is that a good idea?"

"Don't worry," Lily smiled, "Sixth years know a fair few more spells than second years. I'll be back in a flash. But you have to promise you'll be more careful, or next time you'll have to answer to Madam Hooch."

Both boys nodded emphatically, radiating gratitude that made Lily's chest glow as she advanced on the wall of vegetation. Sev was wrong about 'too nice'. It was never wrong to do what one could for others. She'd just show him how wrong he was.

* * *

Severus cocked his head at the busty blond wiggling up the walkway in his direction as he took a drag from his cigarette. He didn't particularly like smoking. It made his clothes smell, and he was pretty sure it was starting to turn his teeth yellow. But it pissed his father right off, and that was a good enough an excuse to justify nearly anything.

The girl he was currently watching was Chastity Burns, a seventh year Hufflepuff. Severus could only assume the name was meant to be ironic, since she'd been passed around Slytherin house more than a quaffle on the Quidditch pitch. Fortunately, for his purposes, she hadn't circulated much around the other houses – Slytherins knew how to keep what was theirs.

Severus wondered for a long, tempted moment, if he couldn't have talked his way into her knickers at least once. Chastity wasn't the quickest broom in the shed – in fact, she was more than just slow, she was outright dumb - and what she lacked in brains, she made up for in lips, legs, tits and ass. Severus may be a man in unrequited love… but he was still a man.

He sighed a little forlornly, flicked his cigarette butt at the ridiculous rose bushes that lined the walkway, and took out his wand.

"_Accio_ book," he drawled in a bored tone, then held out his hand to catch the copy of _Fantastic Beasts and Where to Find Them _as it flew out of Chastity's grasp.

"Hey! Severus Snape, that's mine! Give it back!" Chastity simpered, stamping her foot so that various parts of her jiggle in the most fascinating way.

Severus was struck with a nearly overwhelming urge to bang his head against the stone wall he was leaning against. He was way too selfless for his own good. He pushed away from it and held the book up, waving it teasingly at her.

"Why?" he asked snidely, flipping absently through the pages, "It's not like you've ever even cracked it."

"But it's still mine!" Chastity whined, and Severus snorted at the inadvertent admission. Out of the corner of his eye, he saw someone emerging from the building into the courtyard.

"If you want it, come get it," he taunted, then turned and took off in the direction of the door. He heard Chastity huff angrily (and ruefully imagined her cleavage heaving and swelling against her sweater), and she took off after him.

"Oy, watch it, Snivellus!" barked Sirius Black as Severus barreled past him, 'accidentally' dropping the book at his feet as he tore around the corner and vanished from sight.

* * *

Sirius glared irately after the Slytherin's retreating form, muttering ugly epithets under his breath. This had not been one of his better days – punched in the face, dragged around by the ear, scolded by the headmaster, chewed a new one by McGonagall, and James still wasn't speaking to him – all over a girl. Sirius had never worked so hard for a woman in his life. He sighed. Lily was beautiful and fascinating, but what a pain…

He bent to pick up the book that had been dropped at his feet. Just as he did, a phenomenal set of legs swayed into his field of vision. His eyes traveled upwards as he rose, and the view just kept getting better and better, until he stood looking down at a gorgeous blonde with a sweet, coy smile on her face.

"You got my book back for me," the girl informed him, batting her eyes. Sirius felt his eyebrows climb his forehead. "Thanks."

"The pleasure is mine, I assure you," he told her. "Snape can be such a troll."

"A _total_ troll," she giggled, linking her hands behind her back and thrusting her chest out at him. "So why don't you walk me back to my dormitory? You can protect me if he comes back."

Sirius felt the corner of his mouth tug upwards in a nearly silly grin as he fell in beside her. He had a long moment's passing thought of Lily's shining red hair and snapping green eyes. Then his mind filled up with the luscious curves in front of him, and he admitted to himself that maybe he didn't strictly need to horn in on James' territory quite as much as he'd first thought...

"I'm Sirius" he told the blond as she latched onto his arm. "What's your name, love?"

"Chastity," she giggled, giving him a heated look through her lashes.

Sirius gave her a predatory grin in return. "I'll just bet it is."

* * *

"Merlin's bloody beard, I can't believe that actually worked…" Severus muttered darkly, scowling after the retreating pair of horny teens from where he stood peering around the corner of the corridor. Some people really were too naïve to live.

Still, it had worked out just as he'd hoped, even if it did put a foul taste in his mouth to treat Sirius Black. Well, so be it. For Lily, he would endure it.

_One idiot down, three idiots to go_.

* * *

TBC

**Note**: Whew, that one was a little complicated – but just two more chapters to go! Hope you are enjoying the story! This is my first Marauder fic, any comments or critique are most welcome!

Please feed my muse! If it doesn't get a well balanced diet of reviews, it subsists on vodka and Doritos! Help! Review!


	4. Two in the Forest

**Disclaimer**: Harry Potter plot and characters belong to JK Rowling; any original characters or plot points are mine. Not intended for sale or profit; please do not repost without permission.

**Note**: Thanks to my reviewers, you are my sunshine! *barely refrains from bursting into song*

One thing I want to address is that I got a lot of comments that Sirius wouldn't betray James like that. Thank you for the feedback! And I tend to agree, James and Sirius are so close that Sirius would never do something that he thought would really hurt James. But my interpretation of Sirius as a teen was that he's a bit of a playboy, so as I puzzled it over while writing, I decided that Sirius probably wouldn't quite fully comprehend the depth of James' feelings on the matter – since sort of burns through girls, whereas James has eyes for only one. So by going after Lily, Sirius knows what he's doing isn't right by James, but he doesn't really understand the depth of his betrayal, since he's never really been in love. If he really understood how James felt, he'd never have even considered it, I'm sure! Sorry if that was unclear, and I hope it has not dulled your enjoyment of the story!

Okay, enough of my blathering – on with the show!

* * *

**Chapter 4: Two in the Forest**

James was beginning to believe that people might not be entirely wrong about him having a short temper. All day long, ever since being dismissed from the headmaster's office for hitting his best friend, he'd considered the possibility. Dumbledore's lecture was still ringing in his ears, and as meandered out of his final class, he wondered if it might just be true.

He knew that Evans hated violence – she was smart and eloquent, so of course she thought that anything could be solved with words. He knew this. Yet, how many times in recent memory had he sent her stomping away in disgust by getting into fights?

Before now, he'd never much worried about whether or not to lash out when something made him angry. He'd always just followed his gut – defend what's right, punish what's wrong. Isn't that what a Gryffindor was meant to do? He didn't really question that even now. But in the past couple of weeks, he really _had_ been making an effort to avoid fights. He didn't know any other way to make Evans would think better of him. Yet somehow he always ended up throwing punches or curses without meaning to.

He had to find Evans, even before he settled things with Sirius. He wanted to hear what she had to say before he made another move. And if… if she decided she wanted Sirius…

Hot, painful jealousy rose up inside him like lava boiling up through cracked earth. He clenched his fists, searching for somewhere to put it, some way to vent it without losing his cool. It was almost insurmountably hard. But after a moment, he began swallowing it back down, though it was like forcing a live coal down his throat to sizzle sourly in his belly. He breathed through the pain and anger, sweat beading on his brow, earning curious looks from passing students. The effort was monumental, but somehow he managed to keep the surge of anger inside until it began to subside.

So he _could _do it… it was just insanely hard. He leaned against the wall of the corridor as Dumbledore's words from that morning replayed in his head once more.

"_James, I want you to remember something: A man who can control others is certainly strong. But a man who can control himself is one who is truly mighty."_

It had sounded like gibberish at the time, but now James felt he began to understand. He just wasn't sure he was up to… No! If Evans decided she wanted Sirius, then he would deal with it, somehow. He wouldn't lose his temper. It was important to him… deeply important… that he be someone Evans could consider a worthy man. Even if she didn't want him.

James shook his head, trying to dispel such morose thinking. He was putting the cart before the thestrel. He had to talk to Evans and find out what was really going on.

That in mind, he headed outside. He knew from watching her that Evans loved to be under the sky – and he had to admit, he loved seeing her under the sky. He felt heat rise into his cheeks as he thought of her shining hair dancing with the sunlight and the wind. As he searched for her near the lake, he let himself dream about taking her up on his Cleansweep, feeling her hair brushing his face as his arms encircled her body. And he even let himself fantasize about erasing the kiss Sirius had given her with one of his own as he scoured the alleys between the greenhouses – he wondered what she would taste like, and shivered. Cheeks burning, he circled back to check the Quidditch pitch.

He was nearly there, seriously considering how hard Evans would hex him if he stole a kiss, when he ran across a fretting pair of Ravenclaws loitering closer than they should to the forest edge. He recognized Jenks and Ingram. They were both set to try out for the open beater positions on the Ravenclaw Quidditch team next week.

"Jenks! Ingram!" he called, then frowned at their agitated expressions. "How's practice going? Ready for the trials?"

Jenks raised his broom in greeting. "It's in the bag!" he replied with a grin.

But his face was a little too pale, his smile a little too forced. His eyes were tight and anxious, and kept drifting towards the tree line. Ingram didn't answer, just kept shifting from foot to foot, scanning the vegetation. James scratched his head.

"What's wrong, guys?"

"Nothing!" Jenks replied, too hastily, "Just taking a break…"

"She's been in there a long time," Ingram murmured.

He glanced at Jenks, then at James. His eyes widened, as though he hadn't realized James was there, then snapped guiltily down to the ground at his feet. James looked at the pair of them, then at the silent, sinister wall of green. It didn't take long for the pieces to fall into place. A sick feeling curdled the pit of his stomach. He advanced on them, grabbing each staunchly by the collar.

"Who went in there?" he demanded with a quiet intensity that commanded and answer far more surely than shouting ever could have.

"S-she said she'd be right back!" Jenks pleaded, cowed by the ominous expression on James' face.

"She's older than us, so we figured she could handle herself. She said she could…"

James gave them a hard shake. He knew the forest all too well. He'd had seen some of the things that lurked there when he ran with his friends on the night of the full moon. It made his blood run cold to think of anyone going in there alone and unwary. There was no time for their stammering.

"Tell me!"

The boys glanced at each other, afraid.

"L-Lily Evans," Ingram confessed miserably.

James didn't even bother getting angry at them. But he promised himself that he could hit them all he wanted later, self-control be damned, as he turned and tore headlong into the undergrowth.

* * *

Remus peeked warily into the recesses of the unused third floor corridor. The walls were festooned with cobwebs, and dust laid almost an inch thick in places. He was tempted to believe no one had been in here for years. But not only were there scuff marks in the dust on the floor, he could easily detect his friend's scent through the musty stench of stale air and decay.

Confused, he glanced down at the note in his hand, which had turned up in his school bag after his last class, written in the neat, impersonal style of a Dict-o-Quill:

_Meet me in the room at the end of the third floor corridor on the left. I have something interesting to show you. - Peter_

Quirking his lips, Remus sniffed the air again, then the letter. This didn't quite add up…

Squaring his shoulders, Remus strode quietly down the corridor, to where the wooden door at the end stood slightly ajar. Undaunted by the menacing atmosphere, he pushed the door open.

"Peter? What are you doing?"

At the sound of Remus' voice, Peter jumped with a squeak and spun around. His eyes were so wide that Remus was reminded of the rat he became when he transformed.

"R-R-Remus! What are you doing here?!"

He threw his arms wide, as though trying to defend whatever was behind his back. Remus felt his eyes narrow as he caught a whiff of something he did not expect. He frowned and held up the note as he walked purposefully forward. Peter cried out rather piteously and tried to push Remus back, but he wasn't nearly strong enough to stop him from getting a look inside the small trunk that stood open in the corner.

"Those are Lily's things," he said, nonplussed. His nose didn't lie, especially not about that particular scent. But why did Peter have them, and in such a strange place… "Come to think of it, I heard Lily complaining that she had been losing things…" he turned scandalized eyes on his friend. "Have you been _stealing_ from her?"

Remus was shocked when Peter reacted by stepping backwards and balling up his fists, a sudden look of avaricious determination transforming his features in a disturbing way.

"No! I've been collecting pieces… She's mine! I want her! James can't have her!"

Remus reeled back and felt he could have been knocked over with a feather… Peter too? _Really_? But the last comment rang a bell… something Remus had thought wasn't right earlier, something familiar… He gaped at Peter.

"It was you!" he gasped. "You wrote that note to James! I didn't smell it earlier because you were right next to me, but that was your handwriting, wasn't it!"

Peter pressed his lips into a tight line, jaw clenching until face was nearly purple and his cheeks began to shake.

"HE ALWAYS GETS WHAT HE WANTS!" he exploded suddenly, his rage echoing off the bare stone walls. He stormed forward pointing a finger in Remus's face. "He's so selfish, and he always gets what he wants! Always! Always! Well not this time! I'll take her piece by piece if I have to! I want her! I WANT HER! I…"

But his voice stopped like a switch had been flipped when Remus grabbed him by the collar and shoved him against the wall. Rage flickered into fear in an instant, and he whimpered quietly.

"Stop it," Remus growled, almost literally, his voice dropping an octave. "You won't talk about Lily like that. And you _certainly _won't talk about James like that! He's our friend. When no one else would speak to us, or even look at us, he was there for us. How could you betray him like this?"

Even as the words left his mouth, Remus felt a cold knot of guilt pull tight in his gut. That's right. How could he betray James like this?

If it wasn't for James, no one would know about his secret, no one would be there for him when he was alone and afraid in the darkness, waiting for the change. James had never once judged him or reviled him for being a werewolf – no, he'd found a way to comfort him and keep him company instead. If it wasn't for James, he'd be all alone. James wasn't perfect, he could be arrogant and selfish and short-tempered, just as Peter said. But Remus could never repay him for the friendship and camaraderie he'd received from James Potter.

In that moment, Remus knew he would never be with Lily Evans. Even if Lily could accept him, Remus could never do that to James. He'd rather die than betray his friends.

He released Peter and stepped back, looking down at the smaller boy with a mix of disappointment and sympathy. He understood Peter's longing for Lily all too well, even if he couldn't fathom this peculiar expression of it. But his voice was stern when he spoke.

"You're going return everything you've stolen," he said firmly. "I won't tell anyone about this, and if you promise not to do it anymore, I won't bring it up again. But you better never try to mess with James or Sirius again. Got it?"

Peter seemed to deflate into himself, like a balloon slowly losing air. After a moment, he nodded miserably. He trudged over and took one last, longing look at the items in the trunk, then shut it with a hollow _thunk _and hefted it by its handles. Shooting Remus a final sullen glare under his brow, he lumbered off towards the stairs.

Remus was about to follow, then thought better of it and turned around.

"I know you're there, Snape, so you might as well come out."

For a moment the silence hung thick as the dust in the air. Then, from behind an old armoire against the far wall, Snape seemed to materialize from the shadows, arms crossed as he sneered coolly down the considerable length of his hooked nose.

"Clever trick, dog," he drawled derisively. "Too bad I'm fresh out of treats."

"You're personality just grows more charming and agreeable everyday," Remus replied wryly, nose wrinkling in distaste. Snape rolled his eyes

"Hmph… so how did you know?" he asked, plucking dust from his robes with practiced indifference that didn't fool Remus for a minute. He held up the note. Snape scowled.

"Peter doesn't own a Dict-o-Quill. And I don't think he can spell 'interesting'. Plus, he wouldn't sign the note 'Peter', he'd sign it with his nickname. And, of course," he tapped the side of his nose and finished sarcastically, "you can't fool a 'dog's' sense of smell."

Snape's lip curled as he looked away in disgust, but in this case Remus got the feeling that he was irritated with himself more than anyone else. He wondered uncomfortably if he should really be giving Snape tips on how to improve his ability to lure people into dark, deserted places, but shook his head and put it out of his mind as curiosity got the better of responsibility.

"What I don't get is why you wanted me here," Remus went on, cocking his head to study Snape's face, which suddenly closed down and became unreadable.

Snape was silent for a long moment, and Remus thought he probably wouldn't answer. Then, shockingly, he did, and Remus was floored at the level of sincerity in the Slytherin's voice.

"I can't be by Lily's side anymore," he mumbled. He glanced up and his eyes bore into Remus' eyes, sharp and deep as iron spikes. "That doesn't mean I'll ever stop caring what happens to her."

Remus felt his eyebrows jerk up in surprise as he abruptly realized that he understood.

"I saw Sirius earlier, escorting a pretty Hufflepuff girl towards the Astronomy tower. He told me they met after you stole her book and then Sirius got it back for her…"

Snape pressed his lips into a tight line, scowled viciously and looked away. His silence confirmed everything. He had distracted Sirius with a pretty girl, and lured Remus here, both to nip Peter's odd obsession in the bud, and probably to make him realize that his friendships meant more to him than a romance…

He was eradicating Lily's dilemmas for her one by one.

In that moment, much as he disliked and distrusted the dark, angry boy across from him, he could not help the speck of respect that crystallized in the back of his mind. It pained him to know he'd never be with Lily, but at least he could be her friend. _Snape won't even have that, not after what he's done._

He nodded slowly, eyeing Snape like some strange creature he'd never seen before. Their eyes met one last time, and Remus thought he could see the echo of some deep, abiding sadness in the inky, labyrinthine tunnel of those hard, dark eyes. Then Snape broke the contact with a scornful snort and, uncrossing his arms, strode purposefully towards the door.

"Go choke on a bone, Fido."

The door slammed behind him as he made a melodramatic exit, leaving Remus blinking in an eye-watering shower of rafter dust. Unsure whether he was supposed to feel grateful or irritated, Remus had a vague feeling that he was never going to get the real measure of Snape, whether he wanted to or not.

* * *

It took far longer than Lily would have imagined to find the lost broom. Her Point Me spell had worked perfectly, but she had not accounted for the forest being such a prickly labyrinth of vines, bushes and interlocking braches. She had to detour at least three times to get past the greenery, and it was slow going in her school robe, which was now ripped in several places. It was almost remarkable how far a broom could fly without its rider.

Now, to crown the whole unpleasant thing, she had found the lost broom, only to discover that it had snapped in two when it rammed into the knotty trunk of an old oak tree.

"Brilliant," she muttered darkly as her repair spell succeeded only in coaxing a few bent twigs back into place. "What a waste of time…" There'd be no riding out of the forest. She was going to have to walk.

She was about to turn back and get to it, when a grinding and cracking froze her in place. The fine hairs on the back of her neck stood on end in instinctive warning. She had her wand in her hand and was whirling towards the noise before she even realized she was in motion. Even so, she wasn't fast enough.

The bushes exploded outward, along with a sizable chunk of the old oak. Lily shrieked and threw her arms up. Splinters sliced the skin of her forearms and left a small, stinging gash on one cheek. She summoned a hasty shield spell. It was too late to stop the debris, but it certainly made her feel better as the dust began to clear and her eyes fell on the cause of the blast.

Razorback rock hogs were neither the largest, nor the most dangerous of the creatures that roamed the Forbidden Forest. But the razorback that lumbered out of the hole in the foliage was probably the most terrifying creature Lily had ever seen. It stood as high as her chest, its tusks like spikes of granite, and two jagged, razor-sharp rows of spines zigzagging down its back. Its hide was rough and gray, laying in plates, like a mound of slate gravel come to life. Lily knew it wasn't just for show – that skin was like stone and could repel most attacks, physical or magical.

That didn't stop her from raising her wand defensively as its rolling red eyes fixed murderously on her. It stamped its obsidian hooves and sparks shot from its nostrils as it snorted its rage and lowered its head to charge. She had time to throw a stunning spell, which glanced uselessly off its back, as it dug in, rich black soil flying around its legs. Then she was forced to leap to one side, only narrowly missing being gored. The razorback ploughed into a tree just behind where she had stood with enough force to splinter the bark. It shook its head, shaking off the impact that would have crushed another creature's skull.

It rounded on her and Lily turned to run, only to discover she had been backed up against a thicket of brambles and vines so tightly woven that she could not see past it. She slashed at them with severing spells, but with each cut, she saw only more and more branches beyond. The razorback screamed, like rocks scraping over glass, and Lily knew in her bones that there was no where to run. Holding a death grip on her panic, she threw up a doubled shield spell as it charged her again, falling to her knees without waiting to see if it would hold and digging her wand into the dirt.

The first shield shattered against the razorback's head, the second cracking around the points of the tusks. Hardly daring to breathe for fear she'd break down in terror, she traced hasty runes into the loam of the forest floor.

Enraged, the razorback rammed the second shield with all its might. Lily engraved the final rune just as it crumbled. The crazed beast rebounded violently off the runic ward, causing the runes to blaze with ethereal blue light. The razorback thrashed against the wall of magic, turning to throw its flank against it. The runes flared blindingly under the creature's full weight, the dead leaves around them burning and curling in their heat, but the barrier held.

Lily breathed out a shaky breath, but there was no time to relax. The hog was fuming and foaming at the mouth, driven mad with frustration. That barrier was strong magic, but it wouldn't last forever under this kind of onslaught.

Though it froze her blood to turn her back on the rampaging beast, she rounded on the wall of shrubbery and resumed slicing away at it. The grating cries intensified with each blinding flare of the runes. Lily hazarded a glance over her shoulder, and was sickened to see the razorback's armored flesh was cracked and oozing blood in several places.

It was horribly clear: it wouldn't stop until one of them was dead.

Breathless with terror, Lily gathered her magic and threw one last blasting hex at the boughs. Finally, daylight poured through the gap she'd made in the green. She scrambled forward…

… and barely caught herself on an overhanging branch before her momentum could carry her over the sheer side of a bluff. Her skidding feet sent a shower of pebbles over the side to rain at least fifty feet down to the rocky ground below. Despair hit her like a bludger in the gut, knocking the wind from her lungs. There was no escape now, and the maddened razorback showed no sign of slowing. Even as she turned to face the attacking animal, one of the runic lights flared, flickered and winked out. The razorback's slavering maw pushed a few inches past the line of runes.

Lily's throat closed with terror as one by one the runes flashed and faded away.

The razorback seemed to sense victory. With a final thrust of its tusks, the barrier fell. It paused, eyeing her malevolently as it panted and bled. Lily went absolutely still inside as she stared down the monster. Then she stood, eyes wide, skin ashen with fear, and faced it. She raised her wand, though she knew it would do her no good. If she was going to die, she was going to go out fighting. With a triumphant roar, the razorback lowered its head and charged.

In the eternal instant before the razorback ran her down, there was a violent rustling in the undergrowth. Out leapt a massive stag, antlers lowered as it charged the razorback's flank. The beast roared as it was driven off course and staggered into a bank of saplings, uprooting two of them.

Lily could not have been more astonished if it had grown wings and flown away. Gaping, she stumbled sideways, out of the death trap of the thicket while the razorback was distracted, and ducked behind the relative safety of a young tree. She watched, transfixed, as the stag circled, rearing up to kick its forelegs at the bewildered boar. The razorback tossed its head and swung around, intent on the new combatant. Squealing its berserker rage, it hurled itself at the stag.

If it hadn't already been wounded and exhausted, it may have bested it. But weakened as it was, it was too slow and sluggish to defend itself as the stage bent its head nearly to the ground and hooked its wickedly sharp antlers into the razorback's delicate underbelly. Then, in a strangely precise movement, it braced its legs, lifted and twisted, jerking upwards. The hog's scream turned blood curdling with agony as it landed on its flank, its belly ripped wide open.

It thrashed there, howling wretchedly and flailing in its own intestines and gore. Lily fell to her knees, sickened and horrified. Pity twisted through her chest and she did the only thing she could think of: she sent the same severing hex that she'd turned on the thicket flying into the exposed, pulsating mass of the razorback's heart. Blood sprayed the trees in a fine mist. The razorback gave a final defiant shriek. And then, mercifully, it was still.

Shaking like a leaf, Lily could not drag her eyes away from the bloody tableau until she heard a strange sound off to her right. Wand snapping up in an instant, she turned just in time to see the stag shiver with magic and begin to change.

Moments later, she was staring down the length of her wand, gobsmacked, at a blood-splattered James Potter. His chest was bare and heaving with exertion, and his glasses were nowhere to be seen. Yet his eyes were fixed on her with a singular focus.

Completely floored, Lily lowered her wand, her mouth opening and closing as she tried and failed to ask about a million questions at once. Her mind took its time gathering up the reality of the situation, and then, finally, caught up to the fact that she wasn't about to die. Something inside her shuddered and broke.

With a frightened wail, she abandoned her overtaxed inner strength and flung herself against his chest, clinging to him in spite of the sticky wash of boar's blood, and sobbed out her terror and relief.

When she felt his arms come up to pat at her shoulders with awkward tenderness, embarrassment found its way through the haze of frantic emotion, and she let it quiet her until the sobs subsided to hiccups.

"Y-you're an animagus," she muttered into the warm skin of his shoulder, her cheeks flaming.

"Yeah," he confirmed.

"Registered?"

"Nope."

"That is _so _illegal."

"You won't tell," he said quietly. It wasn't a question, or a threat, but a statement of confidence. Not in himself, but in her.

After a moment, she shook her head. Not only had he saved her life, he'd revealed his secret in order to protect her. She'd never breathe a word of it.

"Are you alright?" he asked, stroking a gentle hand over her hair.

Slowly she pulled away and looked up at him. He looked strange without his glasses. But not in a bad way. He was gazing at her with a nervous surety, like he was memorizing her. Then he smiled that rare, shy smile. She swallowed hard, and her cheeks heated.

A sudden noise drew them from each other's eyes. They both gripped their wands apprehensively. But the sound was different from the roar of the razorback. It was a high, plaintive almost peeping sound. Curious, Lily drew away from the shelter of Potter's arms. Stepping around the gelling ichor of the dead razorback, she followed the sound to the hollowed base of a nearby tree. When she pushed aside the weeds at the base, her eyes misted with fresh tears.

Two tiny baby razorbacks cowered in the back of the hollow, crying in fear to their mother who could no longer hear them.

She heard Potter come up behind her.

"That's why she was so vicious," he commented, crouching down beside her to peer at the piglet. "She was protecting her babies."

Lily barely heard him. Her head was ringing with Sev's earlier warning.

_You're too nice, Lil…_

Glancing at the ruined broom, then at the ruins of the razorback's broken body, she thought maybe she was beginning to understand it. Crouching in the blood-splattered clearing beside the newly orphaned infants, Lily couldn't help but feel that her learning should not have driven such a steep price. _No more. _It was time to start taking responsibility for her actions – even her kindness.

"We can't leave them here," she said woodenly, and began unfastening the tatters of her school robe.

"What? Why?" James exclaimed, surprised. "In case you hadn't noticed, they don't' exactly make cuddly pets."

"Because this is all my fault," she told him soberly as she spread the robe on the ground. "If I hadn't been so stupid, they'd still have a mother. She died trying to save them. The least we can do is carry out her last wish."

Potter raised a skeptical eyebrow at her and sighed.

"You're almost too nice, Evans," he commented with a shake of his head. The words stung the wound Sev had opened on her ego, and against her will she started crying again.

"Well you don't have to help!" she snapped as she reached in and tried to coax the babies out of their den. The nearest piglet snapped at her fingers, bristling in defense of its smaller brother.

"Whoa, okay, okay!" Potter said, hastily pulling her arm back from the hollow. "We'll take them to Professor Kettleburn, he'll know what to do. Jeez, just don't cry," he muttered, flustered, as he pulled out his wand. "I can't stand it when you cry. And you know, I never said it was a bad thing that you're too nice. Most people out there aren't nice enough. If I had to pick one, it's better to be nicer than not." His eyes were fixed on the hollow as he tried to tilt his wand at the right angle, but the tips of his ears had gone red as he spoke. "And you're nicer than not."

Lily blushed helplessly, watching as he carefully stunned each piglet, then lifted them gently into the folds of her robe, gathered the edges and bound them together into a kind of sling. He hefted it over his neck and shoulder as he stood, so that it hung down across his middle, cradling the sleeping babies.

Impulsively, Lily shot up on her toes and pressed a determined kiss against his lips. Then, face fire red, she turned and started off in the general direction of the school, leaving Potter slack-jawed and gaping after her. A moment later he caught up with her, an insufferably pleased grin splitting his face.

"Does this mean you'll go out with me?" he asked her smugly.

"Absolutely not," Lily sniffed primly. "That was just a 'thank you'. You'll have to do a lot more than battle a razorback rock hog to get me to date you, James Potter."

But she didn't say it was impossible. Potter seemed to read that unspoken implication immediately, because his grin only widened.

"I'll take that challenge," he promised eagerly.

As he moved ahead of her to search for the correct path out, Lily paused to look back at the great razorback that had died defending her babies. She shivered as a strange foreboding stole through her bones. She wondered as she wondered if she could ever be so brave. Then she turned away and followed James out of the forest.

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**Note**: Whew! That was exciting! One more chapter coming to wrap things up, and then we're done! Hope you're enjoying the story! Please let me know what you think down below! Reviewers get free invisible cookies, delivered by a surly, under worked house elf, straight to your computer desk! (*Free invisible cookies will be delivered instantly upon submission; free invisible cookies are invisible – even if you think they are not there, they are definitely there, you just haven't found them yet. Keep searching!*)


	5. Epilogue: One Day

**Disclaimer**: Harry Potter plot and characters belong to JK Rowling; any original characters or plot points are mine. Not intended for sale or profit; please do not repost without permission.

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**Epilogue: One Day**

Professor Kettleburn examined the razorback piglets, pronounced them fit but hungry, and gave them to Rubeus Hagrid to care for until they could survive on their own. When McGonagall saw James and Lily, their robes shredded to rags and soaked with blood, she seemed completely unable to decide between hugging them blue with relief and boxing their ears, so she gave each of them two days off from class to recover, and a week's detention with Filch to make up for it. After finishing their own detentions with a nearly apoplectic Madam Hooch, neither Jenks nor Ingram had the courage to attend the Quidditch trials that year. Ingram made beater in his fifth year, and Jenks got to be chaser in his sixth – both _after _James had safely graduated and could no longer take out his vengeance upon them on the Quidditch pitch.

The day after the incident in the forest, Sirius introduced his new girlfriend, Chastity, to his best friend James. The two Gryffindors shared a long silent look as an understanding passed between them. Then James clapped Sirius on the back and congratulated him, and no more was said on the matter. As for Lily, she only cocked an eyebrow at the pair of them, to which Sirius replied with a sheepish shrug. Lily then felt morally obligated to drag Chastity away for some serious girl talk, which resulted in Sirius having to wait a full week before Chastity would come back and 'play'. Sirius suffered no permanent damage.

Lily took Remus aside after class several days later to answer his feelings appropriately. However, before she could get the words out, Remus explained that his friendship with James was too important to jeopardize. Lily only smiled and nodded. Remus never found out what Lily would have said. He liked it better that way. It left him room to dream. They remained close friends ever after.

Though they continued to attend school together through their NEWTs, Lily never properly spoke to Severus again. Sev never quite got around to ridding Lily of her final 'problem' (aka James Potter) and would have seemed to have given up on her for good as he drifted ever darker. Yet every now and then Lily would swear she could feel eyes on her back, and when she looked around, she imagined she caught a fleeting glimpse of dark eyes and fluttering black robes in the shadows, and she would think of him, and wonder. Unbeknownst to Lily, though he lost his way a number of times in his life, continued to despise his childhood nemeses to the end of his days and never quite managed to learn forgiveness, Sev would always uphold the promise he'd made to watch out for her - and her son after her.

Still the final loss of him stayed with her. She'd always keep her old friend's advice in the back of her mind, and the days they spent together as children in her heart, and in doing so, she grew wiser without growing colder. To the end of her days she could be seen standing with her arms spread in welcoming contentment, face turned up to the sky. In later years, she would hold her tiny son up over her head and let the wind whisper its enchantment to him, instilling him her wonderment for the vast blue of the heavens, which would one day compliment the natural ease of flight he would gain from his father.

James never quite bested his temper. But he also never stopped battling it, so he never counted the battle lost. As time went by, he noticed that the looks Lily Evans sent his way were less and less disappointed, and more and more admiring. Each time she smiled at him, the burn of swallowing his pride hurt a little less. And near the beginning of their final year, all his hard fought battles against himself won him the prize he'd sought since his first ride on the Hogwarts Express. Because this time, it was no mere 'thank you' when she brushed her lips against his.

As for Peter… he went on running with the Marauders, picking at leftovers the others cast aside and trying to enjoy serving in heaven, if he could not rule in hell. And he did try. He idolized them all, craving them and that colorful and shining world that they embodied so effortlessly. But Peter had tasted the proverbial tang of first blood, and it had twisted something in him. As he watched the people around him falling into their courses, he grew more and more bitter.

He returned his treasured bits of Lily one at a time, so that she never knew they had been taken, all but the ruined photograph, and the quill. She had given him the quill, so it was his. He kept, and held it close and stroked it so often that by the middle of their seventh year, it was worn almost down to a stick. But the first time that Lily and James walked down the corridor holding hands as a couple, Peter's hands convulsed with impotent rage around it. It snapped in two, and with it, that twisted something inside Peter snapped as well. He hated James for having what he never could. And he hated Lily for showing him heaven and then denying him entrance.

Peter had gathered up his courage once, and he'd made things go his way. He could do it again. Those two Slytherins, Avery and Mulciber, they knew people; people who could give Peter the power he wanted, the power to make people respect him, or at least fear him. All he had to do was gather his courage one more time, and follow where they led. He'd done it once; he could do it again.

So he swore on his broken heart and the broken halves of his treasured quill, as he lit the crumpled remains of the photograph aflame and watched Lily cry in soundless terror as she burned… one day he'd make them all sorry…

In the years to come, there would be suffering. There would be loneliness and betrayal, rage and fear, sorrow, darkness and death. They would fall into the frightening wilderness of the wide world, and suffer all their dreams and illusions shattered. Not one of them would see the end of the struggle that defined and extinguished their lives.

But not yet. For now, during the springtime of their lives, before real troubles befell them, four friends and the girl they all adored spent a golden time growing into themselves, growing up, growing strong. For now, they were happy and innocent under clear blue skies in the shadow of the magic castle.

For right now, all was well.

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FIN

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**Note**: And the rest, as they say, is history. Thanks to everyone who had read, thanks exponentially to those who have reviewed, you made many of my days! I hope you were entertained by my little tale, I was surprised by how much I enjoyed writing it! If you liked it, please watch out for more Harry Potter fics in the future, I've got a few more tricks up my sleeve! And, as always, reviews make the sun rise and the grass grow and the world go 'round. The very balance of nature is now in your hands! Review please!


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